United Parks & Resorts Inc 8-K, filed Oct 8, 2024
United Parks & Resorts Inc. (PRKS)
About this 8-K
United Parks & Resorts Inc filed this 8-K on October 8, 2024, reporting on events of October 2, 2024.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Chief Financial Officer and Treasurer
On October 8, 2024, United Parks & Resorts Inc. (the “Company”) announced the appointment of Mr. James Mikolaichik as Chief Financial Officer and Treasurer of the Company, effective as of November 11, 2024 (the “Effective Date”).
Prior to becoming the Company’s Chief Financial Officer, Mr. Mikolaichik, 53, served as the Chief Financial Officer of MyEyeDr., an eye health and wellness company, from December 2022 until October 2024. Prior to MyEyeDr., Mr. Mikolaichik served as the Chief Financial Officer of Diamond Resorts, a hospitality, vacation ownership and entertainment company, from September 2018 until August 2021. Prior to that time, Mr. Mikolaichik held various other roles in the travel and entertainment industry. Mr. Mikolaichik holds a bachelor’s degree in accounting from Susquehanna University, and an MBA from Columbia University.
There are no arrangements or understandings between Mr. Mikolaichik and any other persons pursuant to which Mr. Mikolaichik was elected to serve as Chief Financial Officer. There are no family relationships between Mr. Mikolaichik and any director or executive officer of the Company, and there are no transactions between Mr. Mikolaichik and the Company that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K.
James (“Jim”) W. Forrester, Jr., the Company’s current Interim Chief Financial Officer and Treasurer, will step down from those positions, effective November 11, 2024 and will continue to remain with the Company and serve in the role of Senior Vice President of Finance, and is expected to remain with the Company for a transition period through the end of the calendar year.
Chief Financial Officer Letter of Employment
Pursuant to Mr. Mikolaichik’s Offer Letter of Employment, Mr. Mikolaichik will receive: (i) an annual base salary of $400,000; (ii) an annual bonus opportunity with a target amount equal to 100% of Mr. Mikolaichik’s base salary, payable in cash and/or Company common stock consistent with the terms and conditions of the Company’s annual bonus plan, except that for plan year ended December 31, 2024, bonus payout will consist of a grant of Restricted Stock Units with a grant date value equal to 100% of the full-year bonus target with a vest date of March 31, 2025; and (iii) a long-term incentive opportunity with a target amount equal to 200% of Mr. Mikolaichik’s base salary; provided that Mr. Mikolaichik will also receive the full year 2024 long-term award (valued at $800,000) on the Effective Date or the first date in the next available trading window if the Effective Date falls within a closed trading window (such date, the “First Available Grant Date”) with the award split between time-vesting Options and Performance Stock Units. In addition, Mr. Mikolaichik will receive: (i) a one-time grant of a number of Options determined by dividing $1,500,000 by the stock price of the Company’s common stock, at the close of trading on the date of grant (the “Grant Date Price Per Share”) and with an exercise price equal to the Grant Date Price Per Share, with such Options vesting in four equal annual installments over the first four anniversaries of the date of grant; (ii) a one-time grant of a number of Restricted Stock Units with a grant date fair value of $2,000,000 based on the stock price on the date of grant, with such Restricted Stock Units vesting in four equal annual installments on the first four anniversaries of the date of grant; and (iii) a one-time grant of a number of Performance Stock Units with a grant date fair value of $1,500,000 and determined in accordance with the Company’s 2024 long term equity incentive plan, each pursuant to the Company’s 2017 Omnibus Incentive Plan and the applicable award agreement. In the event of Mr. Mikolaichik’s termination without cause or for good reason prior to the second anniversary of the date of grant, Mr. Mikolaichik will be entitled to vest with respect to any Options or Restricted Stock Units, granted under clauses (i) and (ii) respectively, that would have otherwise vested on or prior to the second anniversary of the date of grant.
Mr. Mikolaichik will also be eligible to receive a grant of non-qualified matching stock options on a 1-for-1 basis if Mr. Mikolaichik invests in the common stock of the Company during the first open trading window following the Effective Date (or, if Mr. Mikolaichik cannot then purchase shares during such period because of applicable securities laws, the first open trading window during which he can purchase such shares) up to a maximum of $2,000,000 of Company common stock purchased. The matching stock options will cliff vest on the third anniversary of the date of grant and are subject to accelerated vesting on the first anniversary of a change of control, subject to continued employment, or a termination without cause or resignation for good reason following a change of control. Mr. Mikolaichik will also participate in the Company’s Key Employee Severance Plan.
Item 7.01 Regulation FD Disclosure.
A press release announcing the appointment of Mr. Mikolaichik as Chief Financial Officer is furnished as Exhibit 99.1 hereto and incorporated herein by reference
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description |
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99.1 |
Press Release dated October 8, 2024 announcing the CFO appointment |
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Cover page interactive data filed (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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UNITED PARKS & RESORTS INC. |
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Date: |
October 8, 2024 |
By: |
/s/ G. Anthony (Tony) Taylor |
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Name: Title: |
G. Anthony (Tony) Taylor |
Exhibit 99.1
United Parks & Resorts Inc. Appoints James Mikolaichik as Chief Financial Officer and Treasurer
ORLANDO, Fla. (Oct. 8, 2024) — United Parks & Resorts Inc. (NYSE: PRKS), a leading theme park and entertainment company, today announced that James “Jim” Mikolaichik will assume the role of Chief Financial Officer (CFO) and Treasurer effective Nov. 11, 2024.
Mr. Mikolaichik brings over 30 years of global financial and strategic planning experience to United Parks & Resorts. Throughout his career, he has overseen all aspects of financial business strategy, including planning, budgeting and forecasting, reporting, accounting, risk management, and corporate development, while driving business transformation and process improvements across organizations. Most recently, he served as CFO of MyEyeDr. Prior to that, he was Executive Vice President and CFO at Diamond Resorts. He has also held various other leadership roles in the travel and entertainment industry. Mr. Mikolaichik holds a bachelor’s degree in accounting from Susquehanna University and an MBA from Columbia University.
“We are pleased to welcome Jim to United Parks & Resorts,” said Marc Swanson, Chief Executive Officer of United Parks & Resorts Inc. “As a proven financial leader with a strong track record in the travel and leisure industry, Jim brings a unique skill set and experience that will help us continue to execute on our plans and initiatives and improve our financial organization, which we expect will drive increases in profitability and shareholder value.”
"I am excited to join Marc and the exceptional team at United Parks & Resorts in this executive role," said Mikolaichik. "I have been a fan and guest of their parks and an admirer of their business model for many years. The Company owns and operates a world class and incomparable set of leisure and entertainment assets, has a resilient and robust business model and a talented group of ambassadors. I am excited to leverage my experience to enhance our strategic initiatives and help unlock the full potential of this great Company and drive significant value for our stakeholders." Mikolaichik added, "I am also very proud to join an organization that is deeply committed to its mission and makes a real difference through its efforts in conservation, animal rescue, research, and education."
Mikolaichik replaces Interim Chief Financial Officer James “Jim” W. Forrester, Jr., who will remain with the Company through the end of the year to help ensure a smooth transition.
“United Parks & Resorts is grateful to Jim for his leadership and expertise over his past five years at the Company,” Swanson said. “We’re grateful that the team will benefit from his experience and support over the coming months.”
About United Parks & Resorts Inc.
United Parks & Resorts Inc. (NYSE: PRKS) is a global theme park and entertainment company that owns or licenses a diverse portfolio of award-winning park brands and experiences, including SeaWorld®, Busch Gardens®, Discovery Cove, Sesame Place®, Water Country USA, Adventure Island, and Aquatica®. The Company's seven world-class brands span 13 parks in seven markets across the United States and Abu Dhabi, offering experiences that matter with exhilarating thrill and family-friendly rides, coasters, and experiences, inspiring up-close and educational
presentations with wildlife, and other various special events throughout the year. In addition, the Company collectively cares for one of the largest zoological collections in the world, is a global leader in animal welfare, training, and veterinary care, and is one of the leading marine animal rescue organizations in the world with a legacy of rescuing and caring for animals that spans nearly 60 years, including coming to the aid of over 41,000 animals in need. To learn more, visit www.UnitedParks.com.
Copies of this and other news releases as well as additional information about United Parks & Resorts Inc. can be obtained online at www.unitedparks.com. Shareholders and prospective investors can also register to automatically receive the Company's press releases, SEC filings and other notices by e-mail by registering at that website.
Forward-Looking Statements
In addition to historical information, this press release contains statements relating to future results (including certain projections and business trends) that are "forward-looking statements" within the meaning of the federal securities laws. The Company generally uses the words such as "might," "will," "may," "should," "estimates," "expects," "continues," "contemplates," "anticipates," "projects," "plans," "potential," "predicts," "intends," "believes," "forecasts," "future," "guidance," "targeted," "goal" and variations of such words or similar expressions in this press release and any attachment to identify forward-looking statements. All statements, other than statements of historical facts included in this press release, including statements concerning plans, objectives, goals, expectations, beliefs, business strategies, future events, business conditions, results of operations, financial position, business outlook, earnings guidance, business trends and other information are forward-looking statements. The forward-looking statements are not historical facts, and are based upon current expectations, beliefs, estimates and projections, and various assumptions, many of which, by their nature, are inherently uncertain and beyond management's control. All expectations, beliefs, estimates and projections are expressed in good faith and the Company believes there is a reasonable basis for them. However, there can be no assurance that management's expectations, beliefs, estimates and projections will result or be achieved and actual results may vary materially from what is expressed in or indicated by the forward-looking statements. These forward-looking statements are subject to a number of risks, uncertainties and other important factors, many of which are beyond management's control, that could cause actual results to differ materially from the forward-looking statements contained in this press release, including among others: various factors beyond the Company's control adversely affecting attendance and guest spending at the Company's theme parks, including, but not limited to, weather, natural disasters, labor shortages, inflationary pressures, supply chain delays or shortages, foreign exchange rates, consumer confidence, the potential spread of travel-related health concerns including pandemics and epidemics, travel related concerns, adverse general economic related factors including increasing interest rates, economic uncertainty, and recent geopolitical events outside of the United States, and governmental actions; failure to retain and/or hire employees; a decline in discretionary consumer spending or consumer confidence, including any unfavorable impacts from Federal Reserve interest rate actions and inflation which may influence discretionary spending, unemployment or the overall economy; the ability of Hill Path Capital LP and its affiliates to significantly influence the Company's decisions and their interests may conflict with ours or yours in the future; increased labor costs, including minimum wage
increases, and employee health and welfare benefit costs; complex federal and state regulations governing the treatment of animals, which can change, and claims and lawsuits by activist groups before government regulators and in the courts; activist and other third-party groups and/or media can pressure governmental agencies, vendors, partners, guests and/or regulators, bring action in the courts or create negative publicity about us; incidents or adverse publicity concerning the Company's theme parks, the theme park industry and/or zoological facilities; a significant portion of the Company's revenues have historically been generated in the States of Florida, California and Virginia, and any risks affecting such markets, such as natural disasters, closures due to pandemics, severe weather and travel-related disruptions or incidents; technology interruptions or failures that impair access to the Company's websites and/or information technology systems; cyber security risks to us or the Company's third-party service providers, failure to maintain or protect the integrity of internal, employee or guest data, and/or failure to abide by the evolving cyber security regulatory environment; inability to compete effectively in the highly competitive theme park industry; interactions between animals and the Company's employees and the Company's guests at attractions at the Company's theme parks; animal exposure to infectious disease; high fixed cost structure of theme park operations; seasonal fluctuations in operating results; changing consumer tastes and preferences; inability to grow the Company's business or fund theme park capital expenditures; inability to realize the benefits of developments, restructurings, acquisitions or other strategic initiatives, and the impact of the costs associated with such activities; the effects of public health events on the Company's business and the economy in general; adverse litigation judgments or settlements; inability to protect the Company's intellectual property or the infringement on intellectual property rights of others; the loss of licenses and permits required to exhibit animals or the violation of laws and regulations; unionization activities and/or labor disputes; inability to maintain certain commercial licenses; restrictions in the Company's debt agreements limiting flexibility in operating the Company's business; inability to retain the Company's current credit ratings; the Company's leverage and interest rate risk; inadequate insurance coverage; inability to purchase or contract with third party manufacturers for rides and attractions, construction delays or impacts of supply chain disruptions on existing or new rides and attractions; environmental regulations, expenditures and liabilities; suspension or termination of any of the Company's business licenses, including by legislation at federal, state or local levels; delays, restrictions or inability to obtain or maintain permits; inability to remediate an identified material weakness; financial distress of strategic partners or other counterparties; tariffs or other trade restrictions; actions of activist stockholders; the policies of the U.S. President and his administration or any changes to tax laws; changes or declines in the Company's stock price, as well as the risk that securities analysts could downgrade the Company's stock or the Company's sector; risks associated with the Company's capital allocation plans and share repurchases, including the risk that the Company's share repurchase program could increase volatility and fail to enhance stockholder value, uncertainties and factors set forth in the section entitled "Risk Factors" in the Company's most recently available Annual Report on Form 10-K, as such risks, uncertainties and factors may be updated in the Company's periodic filings with the Securities and Exchange Commission ("SEC"). Although the Company believes that these statements are based upon reasonable assumptions, it cannot guarantee future results and readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's opinions only as of the date of this press release. There
can be no assurance that (i) the Company has correctly measured or identified all of the factors affecting its business or the extent of these factors' likely impact, (ii) the available information with respect to these factors on which such analysis is based is complete or accurate, (iii) such analysis is correct or (iv) the Company's strategy, which is based in part on this analysis, will be successful. Except as required by law, the Company undertakes no obligation to update or revise forward-looking statements to reflect new information or events or circumstances that occur after the date of this press release or to reflect the occurrence of unanticipated events or otherwise. Readers are advised to review the Company's filings with the SEC (which are available from the SEC's EDGAR database at www.sec.gov and via the Company's website at www.unitedparksinvestors.com).
CONTACT:
Investor Relations:
Matthew Stroud
Investor Relations
888-410-1812
Investors@unitedparks.com
Media:
Nicole Bott
United Parks & Resorts Inc.
Nicole.Bott@unitedparks.com
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